M&A Magazine

In order to streamline the group's business and maximise shareholder value, the country's largest private sector healthcare provider, Apollo Hospitals has spinned off its front-end retail pharmacy business into Apollo Pharmacies ( APL ), which in turn will be a wholly-owned subsidiary of Apollo Medicals Pvt Ltd ( AMPL ). Also, Apollo will enter brand licensing agreement with APL to licence the Apollo Pharmacy brand to the frontend stores and online pharmacy operations. The reorganisation, according to the company, will not have a material impact on the financials of Apollo as the backend business related to the standalone pharmacies will continue to be held by Apollo. The reorganisation enables Apollo to be compliant with the norms of foreign direct investment (FDI) limits and further grow the pharmacy retail business. At present, retail pharmacy business comes under the category of multi-brand retail, where FDI is allowed up to 51%. The organised pharmacy retail accoun...

Mumbai-based Ganesh Benzoplast has decided to restructure and reorganise the company with the demerger of the chemical business.  It has also segregated both the divisions -- Chemical and LST business – by demerger. As both the divisions have totally different synergies, the demerger will ensure greater focus to the operation of each of the divisions and enhance profitability and generate maximum shareholder value. Ganesh Benzoplast Ltd (GBL) is a public limited company, having two divisions, one being Liquidity storage Terminal division (LST) which is related to providing conditioned storage facilities (Liquidity storage Terminal division – LST) for bulk liquids and chemicals at JNPT, Cochin and Goa, In LST division, the Company has a combined storage capacity of more than 3,00,000 KL, for storage of all types of Liquid Products.  And  Chemical division which is related to manufacturing, export and import of premium range of speciality chemical, food preservati...

Tata Group is one of the oldest and biggest group in the country. The group has many companies and we always see restructuring happening in the group and subsidiaries year after year. There can be many reasons behind internal restructuring like better group structure, selling of profitable or nonprofitable business, consolidation of similar businesses etc. In a similar restructuring, we are seeing that TATA Motors shall be giving its Defense Business to TATA Advanced Systems via a Slump Sale Transaction. TRANSACTION: TATA Motors Ltd. (TML) , the Transferor Company has recently on 11 th September 2018 filed a draft scheme of Arrangement with the Bombay Stock Exchange proposing to sale the Company's Defense Undertaking to Tata Advanced Systems Limited (TASL) , Transferee Company, a wholly-owned subsidiary of Tata Sons Limited, to be entered into between the Transferor Company, Transferee Company  and their respective members and/or creditors, as the case may be, pursuant ...

The Insolvency and Bankruptcy Code 2016 aims at reviving companies that are going for liquidation. If reviving the company is not possible, the code will enable to liquidate the company in a judicial and rational manner so that it serves the interests of all stakeholders and the public at large. That is is because liquidation is not the ultimatum objective of the Code as it leads to sufferings on the part of all the connected parties of the company like employees, suppliers, creditors, customers etc. when the company’s business closes down. Slump sale instead of liquidation Instead of the liquidation leading to closing the business, if entire assets could be sold in the form of slump sale. This will result in the business continuity and ultimately would save the interest of all the connected parties. This concern is already envisaged in the drafting of the language of Regulation 32 of the Insolvency & Bankruptcy Board of India (Liquidation Process) Regulations, 2016 as again...

The Board of Directors of Motilal Oswal Financial Services Ltd ( MOFSL) have approved the  Draft Scheme of Amalgamation for merger of Motilal Oswal Securities Ltd ( MOSL) with MOFSL and have also approved the slump sale of its existing lending business to its wholly owned subsidiary, which is in the process of being incorporated. Motilal Oswal Financial Services Ltd (MOFSL) is non-deposit taking systematically important non-banking financial company registered with the RBI under Section 45-IA of RBI Act, 1934 and engaged in lending and investment related activities. It is a well-diversified financial services company focused on wealth creation for all customers, such as institutional, corporate, HNI and retail. The company's services and product offerings include investment activities, loan against shares, wealth management, retail broking and distribution, institutional broking, asset management, investment banking, private equity and commodity broking. The current market c...

Oricon Enterprises Limited (OEL) , the flagship company of Parijat Enterprises is currently in real estate, marine logistics, packaging, petrochemicals and automobile dealership. The company’s equity shares are listed on BSE & NSE and having market cap of around Rs. 922 crore. In September 2006, OEL entered into a 30:70 joint venture with Navigate Mauritius Ltd. – a private equity investor, for its packaging division named as Oriental Containers Ltd (OCL) in which the packaging division was hived off.  The company acquired 70% equity stake of JV partner on March 2015 making OCL Wholly Owned Subsidiary (WoS) of OEL. OCL is largest manufacturer of metal and plastic closures having manufacturing facilities in the state of Maharashtra and Goa with aggregate capacity of 19.27 billion caps for bottles and Aluminium Collapsible Tubes (as per company’s records). The NCLT has recently approved the Scheme of Amalgamation of Oricon Properties Private Limited 100% WoS of OE...